


She Stalks In Beauty (All That's Best of Dark & Bright)

by Regency



Category: Once Upon a Time (TV)
Genre: Alternate Universe - Canon Divergence, Animal Transformation, Character Study, Cursed Storybrooke, Female Friendship, Gen, Girl Saves Girl, Redemption
Language: English
Status: In-Progress
Published: 2014-06-09
Updated: 2014-06-09
Packaged: 2018-02-04 00:39:09
Rating: Teen And Up Audiences
Warnings: Graphic Depictions Of Violence
Chapters: 1
Words: 13,933
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/1760917
Author URL: https://archiveofourown.org/users/Regency/pseuds/Regency
Summary: <blockquote class="userstuff">
              <p>This is not Regina Mills’ redemption story, because Regina Mills doesn’t want redeeming.  But thank you for your concern about her immortal soul; she appreciates the sentiment.  </p><p>Regina shape shifts to pass the time, and then to guard the town.  She finds an ally and a partner in Ruby Lucas and the wolf.</p><p>AU for after the Cricket Game.</p>
            </blockquote>





	She Stalks In Beauty (All That's Best of Dark & Bright)

**Author's Note:**

> See the end notes for non-spoilery content warnings & author's notes.

_She walks in beauty, like the night_

_Of cloudless climes and starry skies;_

_And all that’s best of dark and bright_

_Meet in her aspect and her eyes_

**\-    from Lord Byron, _She Walks In Beauty_**

 

~!~

                People are more desperate after the curse is broken.  In twenty-eight years, they haven’t wanted for roofs to sleep under or food to eat.  They have suffered no joblessness, no debt.  Everyone lived every day without care, save the petty matter of borrowed hearts.  Now, they remember their nerves and tighten suddenly strapped purses.  No one can budget anymore in this new land; a dollar goes half as far.  The world outside is creeping inward, bringing skilled strangers and the upper-class in search of escape from urban life.  Bringing orphaned children when group homes in nearby cities overfill.  1984 at last gives way to the New Year, 2012, and the new neighbors. The idyll is quietly lost.

                Storybrooke didn’t even know she was holding on.

…

 

                In the ragged breath between saving her worst enemies and being accused of murdering her only friend, Regina gives up the redemption gambit altogether.  Being good had never done her any good, anyway.

                Her magic books keep her warm when treated with care.  She reaches for the power of transformation to settle the niggling ache throbbing away inside her ribcage.

                _Transformation: the soul may reflect one other creature and with the right words take its form._

                Regina remembers her old shape and snatches it up, greedy for its equanimity.  Remembering her childhood magic is the work of hours, maybe days.  She must re-learn every stretch of bone and sinew, each articulation and crest without fail or she’ll find herself a crippled animal and then a crippled sorceress.  She won’t give this town the satisfaction.

…

                A panther sleeps before the simmering hearth, a furnace of fire itself, tail twitching in infinite patterns of a victorious chase.  Snow White looks so much like the mouse she dreams of devouring that she wakes up feeling full.

…

                Regina thinks one aggravating downside to the curse’s end is that anyone can wander her once peaceful streets these days.  The invisible boundary which bars their exit doesn’t bar entry and in come the transients; some starving in rags, some escaping their pasts, and some with pamphlets and great brimmed hats.  Regina had never met a Jehovah’s Witness in her life.  She doesn’t want to meet another one, either.

                Come these early Monday mornings, she tiptoes out her back door after checking her watch.  The regular businesslike knocks go unheeded and unheard—but on occasion she’ll leave out a plate of pastries with a note. 

                _Thank you for your concern about my immortal soul. I appreciate the sentiment._

_-Regina Mills_

                She has to admire their dedication, even if she doesn’t know how they got her home address.

…

Regina anonymously balances the town budget for something to pass the time.  The mansion is a dull shell of a home without Henry; she’s got to fill the void somehow and she isn’t quite ready to resort to Henry’s abandoned Wii just yet.  The numbers echo and permeate her thoughts for hours at the start of each month, a welcome distraction.  She isn’t sure where an eighth of the month’s allotted budged is disappearing to, but she pulls off budgetary miracles for a town so suddenly on the brink of ruin.  Snow is a redoubtable queen, Regina reluctantly admits, but whether she has the makings of a proper, decent mayor remains to be proven.  Regina would recommend against anyone holding their breath.

…

                Regina stalks in her familiar’s form as the mood takes her. She glides under twilight and preens under stars.  Had she her human vanity, she might pose for the photos indiscreetly taken by shaking passersby.  As it is, she stretches her nimble spine toward the clouds, tail swaying like a mad vine in the cool, sweet air.  Her vertebrae pop and she yawns, then flops on her side in front of City Hall.  She is a creature of the night and night it is; she’ll guard her town now.

…

Regina isn't entirely sure why anyone loots.  Storybrooke is enclosed to the cursed, there's nowhere to sell the pilfered merchandise.  The vandalism and thievery are crime for its own sake and she doesn’t understand the reason for any of it.  Yet, on her 2 a.m. rounds, she intercepts three attempted break-ins on Main Street alone.  The perpetrators are horrifyingly young and every one of them starts to cry when she roars.

She thinks of Wendy’s lost boys and lets them all go.

…

                Regina ventures out at wolfstime, more out of boredom than concern.  This is a town armed to its teeth in swords, truncheons, arrows and bows.  She isn’t worried.  Regina melts from two legs to four just the same.  The crickets—they have more than one these days—are calling to her.  ‘ _A beast is on the move_ , _’_ they chirp.  Now, there are two.

                Let it be known that wolves and felines—“big cats” as it were—don’t speak the same language.  The tongue of the wild is violence and the potential thereof.  Nouns, verbs, and modifiers are homeless in a place where ghastly chiseled claws trump sharp canines for ruin.  The jungle is not the forest where the wolf ruled.  Regina is not a lion, not king, but she is a queen, and panther is truly close enough.

                She slithers on the forest floor, her slim tail turned skyward so as not to disturb the underbrush she crawls through.  Her gracile nose is drawn up in offense.  _Wolf._   Her jet fur bristles.  _Other._   This is her town, these are her subjects.  Hers to hurt and safeguard at will.  Regina has poor tolerance for interlopers.  She listens with care.

Crisp leaves whirl a ways off.  _Intruder._

                Regina’s ears perk up to a new sound.  There is a whimper not far away, padded paws disturbing the ground.  At once irate and pained, the melody repeats like a song on a dying radio.  The smell of blood follows, and this grows.  Regina raises onto her haunches to prowl.

                In the sparse illumination offered by the twilight, a wolf lies bleeding on the forest floor, its right hind leg caught in the vicious embrace of an animal trap rent almost in half; and there are other wounds.  Regina nears.  The wolf cries.  Regina rears back, circling the injured lycanthrope in search of other predators.  The iron-heavy reek of blood obscures her sense of smell. There may be others she can’t see.

                But she knows Ruby Lucas’s plight. She is the only one of her kind and, thus, her own pack alone.  Regina reluctantly relates.  She thinks she can help.  No, she's certain she can if she's allowed.

                Regina lowers herself onto her finely-furred belly and inches close to gently lap at the inflamed slash on the wolf’s side.  The wolf yowls, twisting, before falling docile again, eyes half-shut in resignation.  Regina flicks her tail at the wolf’s snout, annoyed.  She means to do a good turn for the mutt, not harm.  She scowls.  She is never trusted.

                The wolf snuffles at her tail yet doesn't bite, an acquiescence.  In human syllables, an apology.  Regina stalks off to survey the damage.  She stalks the perimeter of the trap, huffing at the compost used to conceal it on the ground.  The improvised bear trap is a vicious mouth of forged steel teeth made for tearing unsuspecting wildlife apart.  _The bigger the game, the better the take._   Regina will remember when she has opposable thumbs whose puny testicles to crush.

                At the rear of the trap, there is a foot pedal to reset the trap for new prey.  Regina uses both heavy paws to spring it, scuttling back for the lips to gape wide and threatening, ripping from the wolf’s tattered flesh.  The wolf fumbles from its jaws, staggering on three anemic feet. It doesn’t get far, choosing to furl into a nautilus of shaking joints amid the dead autumn foliage.  For this, Regina will crush their hearts.  She doesn’t reason why.

Ruby Lucas' wolf is in pathetic shape.  Regina Mills' panther sets to put it to rights, swiping carefully at her bloodied haunches and side to let the healing properties of her saliva do their diligence.  Her familiar's innate magic isn't enough.  Ruby's most grievous wounds have clotted yet the wolf grows softer and quieter, hauntingly still in the still of night.  The ground floor is tacky under the pads of Regina's paws, the rank odor of imminent death overwhelming apple cores and rich earth inside her nose.  She doesn’t want this.

With abrupt clarity, Regina understands.  To live, the wolf must change.

She mewls at the wolf-girl, unsure how to make herself understood despite the language barrier.  _Change, wolf-girl!_   Regina can be of little use to her in either form if she can’t be understood.

Regina noses at the wolf’s flank.  _Change!_

Ruby Lucas’ wolf cries at the contact and the panther springs backwards.  Her aim was to help, not to hurt.  How can she help?  _Why_ should she help?  She has simple, selfish reasons.  The wolfling loves Henry and is loved in return.  Perhaps keeping her alive will make him love her more.

_But how?_

She paces a ring around her charge.  The town is not far, but she worries what might happen if she leaves the wolf unattended.  This trap was left with intent.  If the perpetrator should return to find its quarry defenseless, the consequences don’t bear imagining and Regina’s imagination can bear most horrors.

 Regina doesn’t carry human accessories on her patrols.  What assistance could the good citizens of this town tender a witch? It isn’t as though they would aid her in her distress.  A phone is a suicide note in a land where she is as likely to be strung up as helped from the ground.  No, she’s on her own and so, unfortunately, is Ruby Lucas.

She paws at the lupine woman when she judges Ruby has been mute for too long a time.  A dazed bleat more befitting a lamb is her only answer, along with a listless snapping of razor sharp teeth.

The girl, the _wolf_ will die if abandoned.  Regina won’t allow that.  She’s the queen of this forest and the queen decides.

She flops down onto the crackling leaves, tossing a limb over the wolf’s side.  The magic of Regina’s transformed self cannot save her; however, for now it can keep her breathing.

Regina sits quietly amid the green and the brown and daydreams of vengeance.

**…**

Hours pass before the full moon is at last obscured by grey dawn.  Regina’s panther is lethargic from vain watchfulness; no one was heard or smelt or seen.  The woods have gradually come alive where birds chirp greetings overhead and ground dwellers peek heads out of their dens in search of the news.  She yawns, flexing and swatting at an enterprising butterfly alighting on her snout.  The monarch flitters away, she thinks, somewhat offended at the treatment.

Rolling onto her back, Regina streeeeetches long on the ground, drawing over her a cloak of pure magic to coax her panther to retreat.  It is hers and of her; she herself is something else entirely.

                Regina rotates her appendages till they feel like her own once more.  The air smells dimmer, if no less of gore.  The sights are duller and more lacking in detail than before.  She is human once again.  She didn’t miss it.

                Ruby Lucas remains fetal under her crimson cloak, shivering for the coverage it offers is insufficient to the morning chill.  Regina crouches beside her to offer her heat.

                “Ms. Lucas?”

                The young woman moans and draws her shoulders up to her ears, her knees to her chest.  She hisses when her leg complains, her ribs.  The face that emerges from her hood is one better suited to Regina's son than a woman part-beast who has devoured men whole.

                “That’s what I wanted to talk to you about.  Can you understand me?”

                Ruby nods, hazel eyes dimming to darker.  “Hur’s.  Wha’ hap’n’d?”  Blood loss makes her slur just so.  _Her poor elocution is hardly discernable from her typical lack._

                “You ran afoul a trap.”

                Suspicion rises in her expression.   Regina answers it with silence.

                She blinks, eyes clearing.  “W’sn’t ‘u.”

                “No, but I do have a theory as to who it might have been.  In the meantime, that leg will have to take priority.”

                 Ruby finally seems to notice how much it hurts when she moves.  She yelps like the wolf pup she is, grabbing her shin in agony.  “The hell kind of trap was that?  It feels like a giant tried to gnaw my leg off.”  _Ah, the bright lucidity of pain._

                “You’re not far off, I’m afraid.  I’m no expert, but it appears to be a kind of modified bear trap.”

                The younger woman’s jaw tenses as she puts her addled mind to work.  “There’s nothing as big as my wolf out here.  Not even the deer.”

                Regina concedes that, knowing no one to have deduced her transformations as of yet.  “I know.”

                “They tried to capture me.”  _Kill_ , Regina mentally corrects, but she allows the girl her precious illusions.

                “So it would appear.”

                “Why?”

                Regina curls a learned hand across the young woman’s knee.  “I don’t know yet, but I intend to find out.  Before we can worry about that, however, we need to treat your leg.  I think I managed to do some good while you were still transformed, but I didn’t want try to anything more permanent until you were back in your human form.”

                Ruby withdraws slightly into her cape.  “You were here the whole time?”

                “I was.”

                “I didn’t see you.”

                Regina’s smile is conniving and she doesn’t mind at all her own transparency.  “It’ll come back to you.” Her hesitancy isn’t entirely feigned.  “I’ll have to use magic; otherwise, this will take months to heal.”

                Ruby’s internal struggle is telegraphed in the wobble and purse of her lips.  _A promise to Emma Swan, to Henry weighed against long-term disfigurement._   Regina has only ever succeeded because she knows the human condition, the self-serving nature of it and its dread of pain.  She's the exemplar, after all.

                “Just to stop it from getting infected, alright?  I don’t mind the scars.”

                Regina doesn’t smile when her hands glow violet and fairy green.  Somehow, she is disappointed in them both.  She doesn’t leave the wolf-girl anymore scars.  _Let the good beast of burden carry her guilt inside, like me._

**…**

                On the front step of Granny’s house as the street starts to clamor with wakefulness, Ruby Lucas asks Regina what she is.  She says, “More like you than you think,” and leaves the wolf girl to wonder.

                She returns home and washes nature off her back like blood on her hands—and that, too.  Leaves and dirt and shed insect skin sluice from the collective shadows of her hair down to the drain.  The smell of death remains after soap and shampoo and Bright Crystal behind both ears and on each wrist.  _Maybe I always smelt like this._   She doesn’t know, not now.

                The kind and the strange make their presence known at her front door. Meanwhile, Regina plucks gleaming apples from the tree in back.  Another apple tart, maybe, sans curse?  Prowling makes her hungry, and she intends to do much of it tonight and in the eves to come.

…

                Regina paces on old King George’s front porch for three nights straight.  She inhales acrid fear scent permeating the air, stronger with each hour she remains.  This was his doing, his machinations come to life to end another one.  Never mind her own hypocrisy, Regina is a guardian at heart to Ruby Lucas’ helpless wolfling girl; she won’t see her hurt for political gain.  _Not for_ his _, at any rate._

                When the door swings defiantly wide, she transforms, stretches tall, tosses her hair and stalks toward the man standing defiant on the threshold.

                “I know about that trap you left in the woods near Granny’s.  If I find another one out there, you’ll find yourself on trial for reckless endangerment and attempted murder.”

                “The only murders I’m involved with are those I’m trying to prevent.  She’s a menace, she’ll kill us all one of these nights.”

                “Not yet, but she could be with a slab of meat on your doorstep.”

                “Was that a threat, former Madame Mayor?”

                She has so many teeth to display.  Smiling means something of menace in the language of men.

                “Not in the slightest. Threats are for fools who can’t follow through.  I have no such limitations.”

                He huffs.  “You’re mighty bold for a queen with neither throne nor guard behind her.”

                “A true queen is a throne unto herself.”  She leans in close, sneering to show her canines gleaming like bone knives.  “I am the only army I need.”

**…**

Regina is present in the forest next wolfstime, ensconced in the branches of a fervently blossoming scarlet oak tree.  The rich hues give refuge to her beast and offer a discreet position from which to watch her quarry romp.

The wolf chases after rabbits and squirrels.  They skitter hither and yon, only half afraid.  Somewhere inside Ruby is watching to gentle the bites that might with another’s mind maul.  Regina’s tail swings to and fro in an unseen show of amusement.  This is cat and mouse writ feral.  Her burble of glee is soft, enthralled as she is in this game.  Life is imbued with so little beauty, she may as well bask in the unexpected places where it blooms.

This full moon is uneventful and uncolored by bloodshed.  Ruby Lucas’ wolf rises and falls unhurt.  Regina departs unbothered by poultry and their furry woodland friends.

She changes a bowl of apples into a bowl of plums, wondering as she does if wolves have a sweet tooth.

**…**

                Days on, Ruby Lucas stands poised like one of those dratted religious salesman Regina masterfully circumvents day by day.  Regina isn’t sure if she ought to make off like a thief out back or answer and accept her good deed’s recompense.  Minutes pass before good breeding wins out and she opens the front door just wide enough to welcome her visitor.

                “Ms. Lucas, what brings you to my humble abode on this fine evening?”

                “I wanted to say thank you for what you did out there, for me.”  She tenders a tied white baker’s box.  “I brought pie.”

                Regina doesn’t offer to take it.

                “Pie.”

                “From Granny’s.  I know you like her pie, even if you pretend not to.”

                _Eugenia’s blueberry tart is somewhat impressive when paired with a scoop of vanilla gelato for contrast._  Not that Regina has sampled the diner’s selection extensively for weaknesses, of course.

“I bake pie.”

                “No poison apples in this one.”  Ruby Lucas dons a wicked grin which Regina will not, cannot reciprocate.

“Funny.” 

It isn’t.  _Well, not that funny._

                “I know it’s not, but it’s not like we have a lot to talk about.  I just wanted to thank you.”

                “So, you brought me day-old pie as a sign of your gratitude.  I’ll keep that in mind for the future.”

                Ruby just about stamps her atrocious platform boots all over Regina’s porch in frustration. 

“You’re making this harder than it has to be.”

                “The story of my life, if you ask Snow White.”

                “Don’t bring her into this.”

                “Why not?  She is your dearest friend, is she not?”

                “Yeah, so what?  She isn’t in charge of thanking people for me.  I can do that.  Look, if you don’t want the pie, it’s not a big deal.  Let’s just say I owe you one.”

                Regina feels the tendrils of a plan come together in back of her mind.  She isn’t sure she’ll ever see it through, but the potential gives her a thrill to remember on cold nights.

“That’s a rather precarious proposition, owing me one.  Are you certain that’s wise?”

                “No, but neither was coming over here with a peace offering.  I didn’t know pie was considered a royal insult.”

                “Inferior dessert is always an insult.”

                “Because you saved me from that trap, I’m not gonna tell Granny you said that.”

                “You think that’ll make us even?”

                “Unless you want forty arrows holes in your favorite silk shirt, we’d better be.”

                “Very well.  You may leave the box there.”  Regina indicates the top step.

                “On the porch?  You’re not serious.  I’m not leaving it on the porch, you’ll probably just leave it and let some stray dog have it.”

                “Splendid idea.  You won’t even have to leave the box.  Good night, Ms. Lucas.”  Regina goes to shut the door when Ruby hurriedly jams her hand against it to stop her.  Her brute strength alone saves her from a devastating crush injury.

                “You can’t be serious.”

                “I assure you I’m entirely serious.”  Regina tries to shut the door a second time but not terribly hard.

                “Do you hate me that much?  You’re the one that saved _my_ life.  Were you really trying to do the right thing or was saving me just something you did for fun?”

                “The end result is the same: you survived.  My motives for ensuring your survival are immaterial.”

                “I wanted to tell Snow you’d changed, but you haven’t.  You’re still out for number one.”

                “When has being out for anyone else gained me anything?”

                The wolf woman shrugs and hoists her secondhand gift up high.  “Today.”

                Regina is fully cognizant of Ruby Lucas’s attempt to manipulate her emotionally.  That it’s surprisingly effective is a self-reflection for another time.

                “Take the pie directly to the kitchen and place it on the counter.  I’ll deal with it properly later on.” 

“You’re the boss.”

Regina moves aside to let the woman dripping in egregious red leather enter her home.  _She clashes horribly with the décor._   The dissonance, however, is a novelty Regina will pretend not to enjoy.

                “Touch nothing else.”

                “Except the floor, right, because contrary to urban legends, wolves can’t fly.”

                Regina follows the younger woman, ostensibly to ensure she can’t.

                “There are no urban legends, myths, or fairy tales attributing such an ability to lycanthropes.”

                Ruby cocks a recalcitrant hip.   “How would you know?”

                Regina cocks a recalcitrant eyebrow.  “One could say myth is my specialty.”

                The younger woman pegs that she’s being mocked and folds her arms across her chest.

                “I thought the Evil Queen’s specialty was magic.”

                “I have a vast array of interests.”

                “Not like you have much else to do.”

                Regina has to give it to her, she knows how to hit where it hurts.

                “You’re not wrong.  Is that all?”

                “Unless you’re in the mood to share the spoils of my misfortune, I guess so.”

                Regina boggles, and it is not a good look on her.  “You want to stay…with me?”

                “Why not? You saved my life and, I mean, there’s pie.  Where’s the downside?”

                “ _I’m_ the downside.”

                “And I’m a wolf.  You learn to take the good with the bad.”

                Regina doesn’t know what to make of this.

                “It’ll prove that there’s no poison.”

                “I wasn’t worried about poison.”

                “Right.”

                “Now, I am.  I’d recommend sticking to your strong suits, Ms. Lucas.  Instilling confidence is not one of them.  Give my regards to Granny.”

                Ruby makes a frustrated sound and bows out more gracefully than those tramping boots would suggest.  Much like Regina, Ruby Lucas is the wolf even when she isn’t.

…

                “You haven’t called the kid in a month.  He’s worried.”  Emma Swan’s opening gambit, eloquent as always.

                Regina never leaves her doors unsecured.  _Henry must have given her his key._   She files the hurt away half-acknowledged.  Her panther is better than she is at pain.

                “He asked me not to call.  I saw no reason to deny his perfectly reasonable request.”

                “You should come over to the loft for dinner.  We’re having lasagna.”

                Regina’s heart _throbs_.  She works the chords of her neck knowing the nervous motion gives away her trepidation.

                “Not homemade or anything, just something out of a box, but the box hasn’t let us down yet, so we thought we’d share.”

                Not long ago, Regina would have given a lung to be permitted within a block of her son.  Today, she would give her dominant hand and opposable thumbs, but it is isn’t enough to sway her.

 “That’s very generous of you, Ms. Swan, but I think my homemade meals and I will muddle through.”

                “I…okay, I guess.  Got a hot date or something?”

                Regina may long for much but none are lovers.

                “Or something.”

                She can predict the befuddled look gracing Emma Swan’s face.  It’s an expression inherited from David to Emma, from Emma to her very own son.  That isn’t a familiarity Regina can withstand just now, on the heels of feeling less human than ever before.

                “I’ll tell him you said hi.”

                Nor that a mercy.

                “Please do.”

                Regina sprawls beneath the branches of her apple tree after Emma is gone.  She is as close as she will ever be to the girl who deserved mercy and love and second chances that she has wildly squandered a hundred times.  Tonight will be another sleepless second chance for Storybrooke and a hundred and first chance for her.

                Her mother had taught her many a lesson and such teachings had stood the test of time.  _A queen is only as worthy as the sacrifices she will make to her throne._   Regina may no longer be mayor or mother, but she will forevermore be queen.  And queen cannot cry.

                Or so she tells her tears for all they listen to her.

…

                Regina experiences a patch of nightmares so devastating soon after that she wonders if there’s another witch at play in her neck of woods.  Has she been cursed?  _Mother, is that you,_ she asks herself and wishes she hadn’t.

                Every scar and wound healed over by time and magical touch bursts open in her sleep.  She awakes to a bleeding lip for seven days straight and can only see from one of her two eyes at a time.  Her throat is raw and sore from screaming down castle walls for reasons she would rather never recall.  She is dying in her great big house all alone, and maybe that would be the kinder thing.

…

                She is replenished by the moon like any good creature of the dark.

                _And by the boysenberry pie the wolfling left on my doorstep._   Only Regina can’t figure out how she _knew_.

                “There’s a strange sort of freedom to knowing you can never be redeemed.”  Regina flexes her claws in her mind’s eye, missing her other body poignantly in this instant.  Trees are too steep to climb in this flesh; her nails will merely crack and break, her bones as well should she fall.

                “You can be if you want to be.”

                Emma Swan stands all uncertainty in the dim recesses of the roof of City Hall.  This was Regina’s throne; she will never again be closer to inhabiting it than she is now.

                “No, Ms. Swan, I can’t be—and I’m perfectly all right with that.  In time, you’ll adjust.”

                “So, what? You’re just going to give up, accept defeat or something?”

                “In a word, yes.”

                “I don’t accept that.”

                Regina pounces onto the ledge, embracing the predator churning to wakefulness inside her.  Her balance is cool and easy, her step swings in a prance.  The dark isn’t quite so dark to a cat’s sight.  She can see the sidewalk below, overrun with milling townsfolk.  With an indulgent eye, she swipes a complement of nails at the veritable ants.  Pity they’re too far down to dangle.

                “Regina, come down.”

                “I will, in my own time.”  _Never._

                “Whatever you’re thinking of doing, Regina, this is not the way.”

                She whips back toward the sheriff.

                “You haven’t got the first idea what’s on my mind.  You never have, you’ve been faking it all the while.”  Her ears twitch in poor imitation of her wont.  _She’s following me._   Regina’s skin rises and she pivots to glare at the woman grabbing at her waist on the ledge.  “I’m not even going to ask what you think you’re doing.”

                “Saving you.  For Henry.”

                The younger woman wobbles on her feet.  Regina is secretly mortified.

                “How touching.  Now, get down from here before Henry truly becomes an orphan.”

                “I’m not going to let you take the coward’s way out.”

                “That’s not very charitable, is it?”  Regina is already bored of this Greek tragedy.  “I have no intention of dying tonight, if that’s what you hope to prevent.”

                The sheriff waves a clumsy arm to indicate their place on the roof.  “Not much of a case for emotional stability, Regina.”

                Regina scoffs, all princess of spoiled hearts.  “My entire life in a nutshell.  It would be no great loss.”  She goes to walk away but stops upon realizing she still has a minder step for precarious step.

                “See, that’s what I’m talking about.  How can I trust you’re not going to go over the edge the minute I take my eyes off you?”

                “I can’t conceive of any circumstance where that would be _my_ problem.”

                “It is if it hurts Henry.”

                “It won’t.  Nothing I do will hurt him again.”  _I’ll never get close enough, he won’t allow it._

                “Those aren’t the words of a woman with a reason to go on.”

                “Seems fitting, then, that I haven’t got one.”

                “Come down—the right way—and we’ll talk.  I’m sure we can work something out.”

                “I’m done working things out.  I’m done pretending I want to be forgiven.  I’ve been forgiven for years; it’s not that hard to accomplish.”  Not when her victim is the good and fair Snow White.

                “What’s stopping you this time?”

                “Reality, Ms. Swan.  I’m no more suited to life in this town than I ever was to be the wife of a king, so my intention is to leave, not to die.”  These twenty-eight years have been as much a prison as a reprieve.  She’s forgone the world outside and that was the wrong choice.  Regina has made an embarrassment of wrong choices.

                “You’d leave Henry just like that?”

                “I’d do anything for his sake.”  She’s become a veritable ghost just to please him.

                “Staying would be better.”

                “No.”  Regina toes the ledge in her heeled boots till she reaches the corner of the building.  There is a chasm yards wide to the office next door.  She thinks about chancing it, shifting her weight and shunting her magic to power her limbs.

                “Don’t you dare.”

                “Am I supposed to say ‘Mother, may I’ first?”  Regina can barely remember that last time she yielded to another’s command.

                “What?”

                “ ‘Simon says’?”  The silence behind her is telling.  “You missed out on all the little things, didn’t you?”  What she feels isn’t guilt, more like reluctant pity.  She herself had a nursemaid to teach her childhood games, what had Emma Swan had?      

“I’m just—I’m just saying, Regina, I know what it’s like to feel broken.  I know what it’s like not to belong anywhere and I’m saying you could belong with me—with me and Henry.  We could have a family.”

                Regina has been called every variant of the word ‘damaged’ there is and none of them fits.  None of them feel real and that’s what wounds her, because instead of noting how she’s survived, they mention how wrongly she’s put together as though it’s something she can _fix_ if only she tries.

                “I am _not_ broken!  I am _not_ a defective wind-up doll who can’t walk in a line without falling _._   I breathe, my heart beats.  I work as I should.  I survived _horrors_ and I raised a little boy all on my own, a good boy.  Broken people don’t raise whole children.”  Regina would know.  “Henry is whole.” She points at her unmarred chest.  “ _I_ am whole.  You don’t—none of you get to reduce me to pieces because you don’t like the parts.”

                She does leap from heights this time.  Sleek and seething, she vanishes into the dark.  Her ensuing roar will haunt this town for years.

…

                Regina is not herself, but she acts the part.  _A curse is a curse, but whose is worse?_   Regina flips a page in her book.

                “Storybrooke’s new mascot is getting pretty popular on Facebook.  Four thousand likes—for an animal everyone’s scared shitless of, that’s pretty amazing.”  Emma had gotten her eloquence from her father, too.

                “It’s human to fixate on that which frightens us most.”

                “You said a mouthful.”

                “I have a habit of doing that.”

                Emma sighs before slumping onto a chair at the breakfast table.

                “You could make it easier to talk to you, you know?”

                Regina doesn’t bother to spare her a glance.  Socializing hasn’t been something she worried about in months.  Her panther decides friend and foe and _boring_ for her.  No need to waste the brain power.

                “I thought you weren’t gonna use magic anymore.”

                “Plans change.”

                “Henry’s pretty disappointed.”

                “I’m sorry to hear that.”

                “Not sorry enough to stop, apparently.”

                “If you have a point you’d like to make, Ms. Swan, feel free to make it and leave.  I may not have company, but that doesn’t mean I don’t have plans.”

                “Sorry to hold you up.”

                “Not sorry enough to stop, apparently.”  Regina closes her fresh-smelling grimoire.  She has decades of magical knowledge going to seed inside her head.  Without an heir, and Henry will never be that to her now, there isn’t anyone to pass her wisdom on to. So she writes what she knows, transmuting the dark for the grey and the good when it can be exchanged.  Regina isn’t a child anymore, not one who wouldn’t see this vain naïveté of good versus evil.  There are evil acts, but evil isn’t born, and though the acts cannot be undone, evil can be unmade.  Regina _knows_ better than she knows how to breathe, and writes it down for whomsoever she will love enough to tell her secrets in the end.

                “After that roof…thing, I don’t really know what’s going on with you.”

                “This conversation has the ring of familiarity, because I do believe we’ve already had it.  I loathe repetition, Ms. Swan, so I’ll recap the highlights for the absentminded among us: You don’t know me as well as you seem to think.  What I do in my time is my business up to and including the ending of my life, something I’ve already told you I don’t intend to pursue.  Henry’s happiness is paramount. I believe that’s sufficient.”

                “I’m trying make this work, Regina. For Henry, I’m trying to get along with you.  He still has both his moms and he deserves that.  You’re acting like you’re already gone.”

                “I am, mostly.”  Regina feels alien in her tailored slacks and silk blouse.  This conformity she built will be the death of her if she keeps to it.

                “You’re really gonna leave Storybrooke?” Regina isn’t in any mood to think about her imminent departure.  She built this town quite literally and hasn’t the faintest idea what will become of it without her.  She very much doubts anyone, save Gold, has a better one.

                “Eventually.  Not tonight.  Don’t throw your parties just yet, it would be terribly awkward.”  Unforgivably gauche and perfectly in keeping with the base tastelessness of this sleepy little town.  _The town I built._

                “I think we’ve all had our fill of awkward parties for a while.”

                “More’s the pity.”  Regina tucks her spell book to her chest and rises from the couch.  “I think you can show yourself out.  Good night, Ms. Swan.”

                Chief Swan flips her sleeve up to check the time.  “It’s only six.”

                “Beauty rest, Ms. Swan, does wonders for a poor disposition.” 

“Not saying much,” she hears from the woman in her foyer, but she elects not to curse her. For Henry, of course. 

Regina retreats up the stairs to stow her grimoire and rest for nightfall.  Wolfstime is upon the town once more and Regina, despite herself, is feeling sociable.

**…**

Her panther finds the wolf scrabbling an agitated circle around the base of Regina’s former hideaway.  She yowls at the young shape shifter to get her attention.  The wolf scampers a yard back, an opportunity Regina takes to assume her former position amongst the leaves, her sleek tail waving like a red flag in front of the transformed waitress.

In a show of intelligence Regina hadn’t thought worthy of the woman in her fully lucid state much less in lupine form, the werewolf scopes the dangling whip of her tail, creeping forth in sly lopes of overlong limbs.  The panther just misses losing her steady seat mid-air when a testing tug turns decisive in instant.

Regina leaps from the sturdy branches and sets off for the cove, intending to skirt the city limits on every side until her panther heaves onto its flank, exhausted, and her pursuing wolf drops asleep.  It’s up to Regina to protect her town; it’s a small thing she can do to protect the wolf girl, too.

That doesn’t mean she’s going to make it easy on the werewolf.  She deserves some fun, doesn’t she?

…

On a day far from the silver moon, the yellow moon, or the suspicious, inauspicious red, Ruby Lucas does the saving.

Ruby steps in front of Regina.

To be precise, she steps between Regina and a brewing mob baying for her blood.

Regina isn’t entirely sure what to make of this.

 “You’re nuts if you think she’d hurt that kid,” Emma argued from her place in front of both of them.  Regina is dumbfounded.

“She’s done it before,” the ringleader formerly known as King Maurice sneered back.

“She’s done a lot of things before that she isn’t doing anymore.  That’s what ‘turning over a new leaf’ means.”

“She’s got you under some kind of spell.”

“It must be the good stuff, because I’m still buying it.”  She blocks his attempts to bypass her with the blunt side of her arm.  "Back off, Mo’.  She's not your guy."

Ruby is a tall and imposing figure behind the sheriff.  Regina can smell that she’s more fear than brawn, however darkly she might loom.

Regina yawns at the shuffling crowd and begins to tend to her paws, displaying curved claws whetted to peaks.  Sentry duty downtown is as fraught with street gunk as it was when she trawled on two feet.  Her panther plays the docile companion in this fight, pitching to cheek the defenseless backside of Ruby Lucas’s hips.  Twice now this wolf has done her a kindness; Regina disdains unpaid debts.  She will protect this one should the townspeople forget who poured their coffee and buttered their toast for twenty-eight years.

George, another rabble rouser, is unsatisfied by Emma’s unwillingness to see sense, what he considers sense at any rate.  He stalks toward the wolf girl, loathing in his gaze that sets Regina’s hair to standing along her spine.  Her subsequent growl is not entirely unintended and she takes perverse pleasure in how he shrinks from paw’s reach on his skittish little feet.

“Who are we to let her live after she’s made us suffer for so long?  What kind of royals are they to condone her here among us?”

 _This situation is quickly spiraling beyond the sheriff’s control_.  Regina feels reluctantly sympathetic.  This strife is all in her name.

“Whoa, there, Enjolras, tone down the rhetoric.  It’s a difference of opinion, not a call for revolution.  And maybe take a few steps away from the pretty cat lady before she eats you.”

Regina lets out an insouciant snarl, casting a dubious glance at the mere man formerly known as king.  Not her preferred fare for a meal indeed.

Ruby Lucas gives him the grossest of mean visual inspections.  “I don’t think he’s got anything to worry about.  Regina isn’t much for junk food.”

Regina winds the tip of her tail about the wolf woman’s shin.  She is pleased by that assessment.

The sheriff sighs.  “Thanks for that.  Come on, guys, what’s this about?”

“It’s about you and your c _harming_ family taking power without due claim.  It’s about _that_ ,” he gestures toward Regina in her languid feline sprawl, “run amok unsupervised throughout the town.  It’s about your family’s pet dog left off her leash.”

Ruby crowds Chief Swan’s back in the same breath that the sheriff throws up her arms to stop her.  “Hey! Hey! Cut it out! Ruby’s not the problem here. Regina isn’t even the problem anymore.  You are.  You and George have been trying to drum up a showdown since the curse broke.  I’m not about to let you incite violence when that’s last thing we need around here, so back off.”

“Excuse me?”

 _The envious Swan patience is running thin._   Regina rises to sit on her haunches.  _All the better to favor the view.  Who is Snow White’s daughter to suffer fools?_

Emma regards her grandfather squarely.  “I don’t stutter.  Back off, gramps, before you find yourself in lockup for public endangerment.  Don’t think I won’t do it.”

“You can’t arrest me.”

“Yeah, I can.  Ruby isn’t hurting anybody.  She’s literally just standing here.  Regina is…terrifying, I admit, but she isn’t doing anything either.  I’m not gonna put her in a cage because you have a cat phobia.  Get over it or feel free to try your luck with the town line.”

“You don’t have the authority to detain me.”

“You voted for me.  I have exactly that authority.”

“Under false pretenses!”

“Contingencies for curses aren’t in the town charter.  Maybe bring it up at the next town hall meeting. I’m sure mom and pop can’t wait to hear your take on civil disobedience.  I’ll bring my camera.”

Regina considers changing for the sake of redirecting the mob’s attention and then demurs.  For all their medieval origins, the surly gang is unlikely to unleash their anger on the Savior.  They have her to thank for the broken curse, and no one to thank for what old knowledge hasn’t solved.  Knowledge is not cure enough alone, belief is.  Regina cannot name the unbelievers, only those that don’t belong, and those people live half-ignorant of the storybook pages they’ve settled into.

She hasn’t seen her travelling proselytizers in weeks.  She misses their genial passion—from a distance.

Emma stage whispers, ineffectually in Regina’s estimation, to Ruby.  “The crowd’s getting rowdy.  You might wanna get Regina out of dodge.”  Regina doesn’t know who confirmed her identity as the town’s newest shape shifter.  She files it inside her cupboard of unsolved mysteries.

Ruby nods, smoothing the slope of her panther’s neck.  “Will do.  Good luck, don’t let these idiots push you around.”

Chief Swan flashes an anxious smile at the wolf.  “Not planning on it.”

 Ruby nods towards a side street, leading Regina’s panther off at a trot.  Regina could very well remain until she’s provoked by some injudicious citizen of the town who thinks Regina’s survival instinct is diminished by her new unwillingness to inflict unnecessary harm.  _But who is to say what is necessary?_   A creature whose tools are talons is likely to make a poor judge of gentleness.  _Or hexes or poxes upon houses and generations of houses to come._   Her judgment is rather poor all around.

Her panther knows just where she’ll prowl tonight.  She’s all in favor of preemptive strikes and she hasn’t forgotten who set that trap.

Once she and Ruby arrive at the Mills property, Regina leaps over the hedge to her backyard where her apple tree stands in wait.

Regina transfigures grass and twig to thread and stitch to cover her as she transforms, crossing her legs till she is clothed in a neat tunic and simple slacks.  She rubs her steadfast apple tree in solidarity.  Her living magic thrums in its roots and budding fruits.

Ruby Lucas plops at the foot of the tree, furling her limbs to her lithe frame as she might under her blood red cloak.  She considers Regina solemnly.

“What’s it like to be able to change at will?”

“Outside of a curse?”  Ruby nods, setting her chin on her folded knees.  “It’s a rush, but magic always is.  It’s amazing to feel so invulnerable and so inhuman.  Everything is brighter and sharper and fuller.  Being… _that_ is amazing.  It’s saved my sanity—which I recognize isn’t saying much at this point, yet it remains nonetheless true.”

“Nobody understands what you’re doing.”

“I take it you don’t either.”

“No. What do you do? Why?”

“I watch, and I do it because someone has to. This world is terrifying and it’s coming to Storybrooke.  Knights won’t suffice against the world outside.”  Regina rises, suddenly overwhelmed with thirst now that her body recalls its mortal needs.

“But who watches the watchman?”

“I suppose, in this instance, you do, Ms. Lucas.”

Ruby stares up at her from the ground.  “After everything that’s happened, you could do anything.  Why this?”

“Because I can do anything and this is the only right thing left.”

“The Evil Queen moonlights as a philosopher.  I’ve finally seen everything.”  Her pained smile will be remembered with all the other tragic things Regina has seen and been the cause of.

“Dearest, you haven’t seen anything yet.  Come inside.  You’re not much use as an escort if you shirk your duties now.”

Regina lowers the invisible wards barring her enemies entry to her home.  Whatever Ruby Lucas is, they are not allies yet; it wouldn’t do to hurt her when they might be.

She conjures the last slice of boysenberry for her visitor, fork and whipped cream beside.  The younger woman pounces on the confection with all the eagerness of expectation, meanwhile Regina pours herself a drink to wet her parched throat.

“I wish I could be out there with you.”

“Do you have some pressing engagement that precludes you joining me?”

“We can’t all play cannibalistic chicken with our ingrown pets.”

“You act like you’re in an impossible position.  With some practice, you could learn to transform at will just as easily as I do.  In the meantime, I could keep you from running afoul the town’s less savory inhabitants.”

“I don’t want to risk hurting you.”

 _Learn something new every day._   “I’d like to see you try.”

Ruby grimaces.  Regina sighs and sips her cider.

“I was being sincere.  I haven’t exactly been at the mercy of flora and fauna these last few months.  Do you think you can offer my panther a challenge?”  _We love a challenge._ Regina’s days are monotonous and her nights are dull.  She’d kill for a change of pace and…a partner of sorts wouldn’t come as an unwelcome addition.

“I’m dangerous.”

“And I’m Tinkerbell.”  Regina winces immediately at the rejoinder, remembering the young fairy who had once so believed in her.  Another casualty of her lost hopes and dreams.  “Forget I said that.  I couldn’t be Tinkerbell on her worst day.  Her only sin was an endless fount of compassion for a girl who had the least use for it.  My font is shallow at best.  So is my bent toward mercy.  You’re dangerous because you can’t think when you’re transformed, Ms. Lucas.  I’m dangerous because I can _._   Let this be my one good dead.”

Ruby scoops up a forkful of pie filling, anticipation and good humor gleaming in her chiseled smile.  “Give yourself some credit, you’re probably up to two.”

**…**

Regina is waiting for the knock at the door when it comes.  Ruby doesn’t ring the bell since she’s used to Regina being close.  Regina’s tension headache appreciates the thought.

The former mayor opens the door to let the waitress with a wolf inside, but she doesn’t come.  Regina groks the raw edge of anxiety in her scent.

Ruby carries a clutch of vibrant red calla lilies in her hand.  “I found these outside my room tonight, propped up against the door.”

Regina eyes the sculpted beauty of the blooms.  Expensive, naturally.  Beautiful, to be sure.  _Fitting._ “You’ve an admirer.”

Ruby sniffs the flowers and their fragrance brings a wide smile to her face.  “They’re gorgeous, but who’d send them to me?”

Regina leans against the doorframe, tucking her hands in the pockets of her grey houndstooth slacks.  “It’s only so small a town, Ms. Lucas.  They could be from anyone who’s ever met you.  You are very popular.”

Ruby squints, her eyes shifting golden as the moon reveals itself.  “Not these days.  I can barely go an hour without tripping over somebody’s lycanthrophobia.”

“The old ways will always reassert themselves in the end, I’m afraid.”  Regina reaches over to run her finger over the silken folds of a crimson petal to hush thoughts of crushing unworthy hearts.  “They _are_ beautiful.  These aren’t tokens of a detractor.  There’d be little sense in going to such expense to proffer an insult.”

“I looked them up.  I don’t know if the person who sent them even knew what they stood for.  Everything I saw said they stand for love, desire, and attraction—you know, gooey stuff.  I haven’t been close enough to anybody for something like that.”  Ruby takes a fortifying breath.  Regina mimics as her best she can with an unnaturally quaking chest.  “Just you.”

“That’s quite a declaration.  I’d suggest choosing your next words with care.”

“They’re pretty, I like ‘em.”

Regina sets her hands on her hips and turns away.  Her feet twitch to pace a gouge in her polished floor.  Regina’s sense of decorum keeps them sensible.  “My original intention was to send white flowers or yellow ones, but I’m convinced red suits you best.  I wanted to thank you for defending me.”

“It’s not a big deal.  Thank you for being worth it and for not betraying me after.”

“My pleasure, Ms. Lucas.  I’ll try to make decency my default mode in the future.”

“I didn’t mean anything by that.”

“I know.  I’m used to backhanded remarks.  I’m trying for even temper.  Much less of a headache.”

“No more curses?”

“Not in this lifetime.  I assume you’re staying for the duration.  Would you care to eat before we run?”

Ruby glances up to check the moon cresting above.  “I don’t know if I’ll have time.”

Regina takes her arm and coaxes her deeper into the quiet house.  “We’ll make time.”

**…**

Two hours of full moon pass before Ruby transforms.  Her wolf champs at the bit for each minute of freedom denied.  Ruby champs at her lips and her own fingers to fight the need to run.  Regina drizzles essence of lavender and thyme behind Ruby’s twitching ears.  She has the whimper of a cub in pain.  Regina dabs a blackberry poultice on Ruby’s lips that puts her to sleep at the first taste.  The pain will be lesser now, the bliss the greater.  For the first time, the panther changes beside the wolf.

She worries she is getting used to this.

…

Regina is midnight gardening when the stench hits her nose.  It’s fire and saltwater and _wolf_ , and it’s at the heart of her town.  Her watering can has just hit the ground, but she has already vanished in a plume of violet.

Regina arrives to find Storybrooke’s Main Street rife with screams.  They’re the screams of the disbelieving and of the terrified.  She spins around to see what, what, _what_ is happening here.  It’s the group home, the orphanage on fire, spitting flames straight up into the air and the children are awake.  There's blood enough on Regina's hand that she needn't ever paint her nails again, but she's incapable of inaction when she can _win._

Storming up the front steps is at first a futile gesture.  They, namely everyone present, try to hold her back and she lets them for moments, because she knows what they suspect.  Regina is not _good_ , but she is not this bad tonight.  She lets the panther out to shove them behind her and charges for the door.  It’s locked tight from inside, where the babies and toddlers and children should be safe.    But they aren’t.  She wraps her bare hands around the door knob—it is _searing_ and she’s known worse pain than that, so she hisses **whimsy** and **ferocity** and it yields like a swooning maiden at her touch.  The door gives way before her, forged iron, carved wood, and brass.  Smoke bellows forth into her mouth and her eyes, fills her lungs, a curse cast in reverse.  She drops down low to crawl into the scorching entryway.  The entry’s open, she should wait for the firefighters, but Regina can count better than her peers and her hearing’s better than any human by leagues: there are fewer shouting now than a minute ago. 

Regina knows as she knew her kiss would not wake her stable boy, someone has fallen silent that she might have saved.

Had Regina been a better mayor, she could have used her magic to come inside.  She could have transported herself to any room of this building and little questioned her chance of success.  Regina was little good to these children.  She knows there should be thirty charges in this orphanage tonight, but some have been fostered throughout the town.  She knows there are seven toddlers and thirteen teenagers, and some ten adolescents in between.  What she doesn’t know is how many she can awaken, how many tiny, burned feet she can make new.  She is only one witch... 

What she has is a body and magic and a will.  She will save someone.

 _Wolf, I need you._ Regina smells her again and the scent makes her foolhardy.  _Most would call it bravery._   She isn’t ‘most.’

Regina crawls to the nearest doorway and leans against it, panting.  “If you can hear me, I need you to follow the sound of my voice.  Can anybody hear me?”  There are a bevy of cries, so small and scared and young.  Every one of them sounds like Henry to her mother’s ears.  _Thirty little Henrys._   She can’t bear the thought of burying even one of him.  These are the children of her town and that makes them as much hers as Henry will ever be.  “Wherever you are, stay low to the ground.”  She coughs, gagging around the dropping black smoke.  “The smoke is hot, don’t breathe it in.”

Regina reaches deep down for to the simmering force inside her and thinks _gust_.  Her intent manifests at fingertips to push back against the encroaching smoke.  It rises just so, enough for her to hobble instead of crawl.  She does, stumbling for the staircase in the center of the hall.  The room to her right is a play room and it’s deserted at this hour.  She knows the kitchen and dining hall are to her left.  _Municipal Building Code 78.3, subsection 21(d)._

“I need you to tell me where you are.”  The cries become suffering moans and Regina clings to the old banister as she stumbles up the steps on knees to circumvent the blistering smog.  The clear varnish on her nails is bubbling.  _One voice less._   Regina moves faster, visualizing as best she can the building this building was modeled on.  _Something old with twists and turns, the sort a child could make sanctuary._ Once upon a time, Regina had loved castles.

But this one will burn.  No matter what magic she gives, this house for lost children will burn.  _Then, I'll build them someplace newer and safer.  More room for more children, a bigger play area with an expanded allowance for food, toys, and school supplies; tutors for the gifted and the little ones that struggle._    These boys and girls are her daughters and sons now.  They deserve the very best and they will not die tonight.

She _shifts_ and the inferno finally reaches its potential, swooshing across the ceiling in an ocean of fire.  It licks down at her like a friend whilst simultaneously snapping at her precious fur.  Regina vaults up the second flight and takes to the hall where she finds her bright Red wolf insensible on the rug.  Her panther whines, nuzzling the soundless snout.  The thoughts of this form don’t have words; she hisses nonetheless and plucks with unforgiving claws at a sensitive gut.  Her wolf doesn’t yield or wake.  The children, the cubs, vulnerable and unmothered, wail.  The ceiling has collapsed, blocking half the doorways of the hall. Regina _chooses_ and she **changes**.  She'll need her fingers and words and arms.  She will need _this_ body’s magic.

The first doorway requires elbow grease and a valiant violet pulse from her palms to blow open.  Regina is subjected to a stinging, revitalizing blast of cold air as she steps inside.  There’s little smoke with the windows thrown open, but the walls exude heat like a furnace and the beds have been all shoved together, where this pathetic clutch of children huddle against the flames trickling across the ceiling, along the joining of the walls.  They meet her eyes with terror and gratitude; every one of them looks ready to plead for their lives.  Regina doesn’t have time to reassure them.  Security bars keep the windows from being any kind of escape route and Regina hasn’t the magic to spare.

She addresses the older first.  “Get all the sheets and tie them together. Everyone hold onto the sheet and to one other person.  You’re going to go down the stairs.  The smoke is very hot, so you’ll have to crawl on your stomachs like snakes.  Go down the first flight, pause, the second flight, then straight out the front door.  Do not take any detours, not for toys, not for anything.  If fire blocks your way, come back or call for me.  The door is open and the fire truck should already be outside. Don’t wait, I’ll get everyone else out.”

The very youngest of them look to the oldest with their thumbs in their mouths.  Something in the next room goes and shakes the building’s very foundations.  Regina’s out of time.

“Go!”  The oldest, fourteen at most, begins ripping at sheets and bedcovers and tying tight knots.  The next youngest follows her lead while the very next begins binding the children together.

In a fit of sentiment, Regina drags Ruby into the room beside the doorway.  On a lark, she lays a hand across the woman’s chest and takes a deep breath.  Ruby’s body takes up that breath, fresh air seeping through skin and sternum to refresh her sodden lungs.  _Breathe, wolf._

Regina’s bolts for the next room and coaxes the small children to her custody with their bed sheets in tow.  She wants to send them all together, but she’s afraid to chance waiting.  The groups latch onto each in order and shuffle down the stairwell on knees and elbows with shouting and bumps.  She grasps _safe_ in the palms of her hands and gives it shape.  She directs it toward the back of the last child disappearing downstairs.  His polka dot pajamas glow then fade.  _Safe._

Regina stares at the burning beam obscuring the last two hissing doors.  She smells flesh burning and smoke.  There aren’t any screams here and that frightens her more than her memories of Cora, more than what Emma Swan represented when she stepped into her accursed town.  Regina summons water from the ocean and the bay and calls it to rain upon this place.  It rains like springtime and the smoke is worse for all that the air clears.

She is soaked to her shimmering, quaking bones.

The room Regina breaches first is _boiling_ , the very air aches to breathe.  There is a pile of small bodies under a bed against the window.  In the corner, she sees a crib with a quilted blanket hanging free.  The window is only half-lifted.  She lifts it the rest of the way to let the cool night air inside, and shivers as she turns to survey the cost.

She goes to the baby’s cot and gently extricates from the think cover a tiny form with dark olive skin and buttery lashes.  There are dry tear tracks on her round face and soot in her nose.  Regina whispers, “ _Breathe_ ” and pushes fresh air into those sullied lungs, and she breathes.  She breathes and she cries, and Regina may never give her up.

Regina sets her back in her smoky cradle to tend to the little ones under the bed.  One hiccups in distressed little gasps, his hazel eyes dim and sluggish.  She takes him first and cradles him to her chest; the air is better now and better still when she slowly mends his blistered tongue and scalded airway.  He is all quiet blinks and sniffles.  He rubs his reddened face and scrambles to be let down.  He sits next to the crib like a good boy with his tattered teddy bear.

She joins him with a little girl whose pigtails are strawberry blonde and singed and another boy whose freckles speckle his face like brown sugar constellations over his parched lips.  They go quietly with their hands laced together.  The one she gathers up, the last, is four if she’s a day and her dull eyes are as green as her hair is white gold.  If Emma Swan were a child tonight, Regina would say it’s the girl she holds who isn’t breathing.

The shudder that welcomes her back to life is in proportion to her stature, small as can be.  Her ten fingers grip Regina’s robe instinctively and she exhales all the foul fire-driven air from her lungs like a sigh.  She doesn’t cry.

Regina’s whispers, “Hello” and kisses her smudged hair.  She does not think of a life where Snow White’s loss was her gain and she got the daughter she wanted all along.  Regina’s losses were only ever Snow White’s to win.  _Nothing changes._

There’s a commotion in the hall and Regina finds that she can take a breath herself.

“We’re in here!”  Regina repositions Swan’s tiny doppelganger on her hip and moves to capture the kneeling babe from her crib.  Juggling the two is an act of immense balance that it takes her a moment to perfect.  Her respect for mothers with multiple children skyrockets in the dance.

Storybrooke’s firefighters rush in to where the beams and girders and walls give off thinning plumes of hissing smoke.   There are hints of fledgling embers, though only hints.  The children find her momentarily less terrifying amid the commotion and they cluster behind her calves, peering around her at these loud, costumed strangers.

The building is a wash, Regina knows, although she knows the fire’s out now.  The extent of the structural damage is beyond her expertise to guess, but she surmises the structure is stable enough.  She’d give the last ounce of her magic to make it stand.

“Did you find Ruby?” is the first question that escapes her lips, unaided by thought.

One rescuer takes off his helmet and goggles and Regina blinks upon recognizing Leroy.  _He must_ _be a volunteer firefighter._   She hasn’t given the lot of them a thought in years.

“She made it out a few minutes ago with the other kids.  She’s the one who sent us in after the head count came up short.”

Regina momentarily shuts her eyes in relief.  She doesn’t think she could have forgiven herself if she’d left her…whatever Ruby is to her to die.

“I believe this is everyone, but I’m not sure how many were supposed to be in residence tonight.  I counted thirteen.”  _An unlucky thirteen_ , Regina attempts valiantly not to think.

“Red counted eight out and with your five, that’s thirteen down.  We’ll do a sweep of the building, but I think we got ‘em.”

“Right.” Regina nods tersely.  “What of the caretakers?”

“Still looking.”

Without Regina’s intervention, the odds are against them, but that isn’t Regina’s responsibility. They aren’t her children.

“Very well.  Children, these are the firefighters.  They’re going to guide us outside, all right?” She waits until she can see each set of eyes watching her.  “Try not to touch to walls if you can help it.  In fact, everyone find a grown-up and let them show you the way, okay?”  There is mute shuffling as their children go to comply.

When Regina tries to set little Swan on her socked feet, she clings.  On her second attempt, her lower lip wobbles and her eyes fill.  Regina may not love well, but some parts of her work as directed.

“There’s no need for tears, the danger is gone.”  Swan in miniature latches onto Regina’s neck with her soot-stained arms.  She won’t let go and Regina can’t find it within her to force the matter.  “All right, then.  We’ll go together.  Leroy, can you…” She nods toward the boy with the bear and his cohorts.  Leroy and his silent, goggled companions each take a small passenger to hip and Leroy leads the way out.  With the roof gone and the fire extinguished, Regina can see the stars right overhead and hear the crickets sing their annoying yet reassuring song.

The panther and her wolf have struck again.

…

Regina finds bouquet of plum roses on her veranda the next nightfall.  There is no moon and she gardens under the glimmer of soft white gold candles and the smell of warm mulled cider.  Her broken fingernails are repaired, as are her blistered wrists.  Her sense of smell in human form may never be the same; some small price to pay for the crayon-drawn pictures that litter her refrigerator door and kitchen cupboards.  This brand of penance she’s more than happy to pay.

“His name’s Gryphon, you know.”

Regina dips her head to disguise her relieved smile.  “I don’t know.”

Ruby sprawls on her knees in the grass. “He said he was the first one after the baby.  The boy with the bear; dark hair, hazel eyes.  He remembers what you did.”  Regina can barely remember. 

“Does he?  I hope I’m not supposed to be embarrassed.”

“You shouldn’t be.  You did a good thing.  Most people wouldn’t have done it.”

“Most people couldn’t have done it.  I had my magic, it was child’s play.”  She tends gently to her strangled bunches of baby’s breath. Gryphon and Grace—that was the towheaded girl’s name. Grace.

“Leroy kept watching you after you came out and I couldn’t figure it out.  At first, I thought he was just suspicious.”  She rubs a dandelion under her chin until it stains her chin.

“They’re always suspicious, admittedly with good reason.”  Regina turns out an area of packed soil to let in more oxygen and fresh water from her watering can.

“And he was, but it wasn’t because you’d done a good thing.”

“Oh?”

“It shouldn’t have worked.  They were in a burning building for thirty minutes and they’re all alive.  The last five were some of the youngest and they were closest to the source of blaze, but they didn’t burn and they didn’t suffocate and you were right there.”

Regina yanks a weed invading her tuberoses out from the root.  “Never underestimate the power of magic.”

“Magic can’t resurrect the dead.”  _‘I know, I’ve tried. I’ve begged. Fairies don’t either,’_ she must be thinking. Regina _knows._

                “No, but it can replace smoke with pure oxygen.  It can heal.  The limit to what magic can do is easily traversed by a well-trained sorceress such as myself.  For instance, there’s a marked difference between dead and very nearly so.   The difference being that I can preserve the nearly dead, but I cannot bring back those who have already died.  See?  Child’s play.”

                “And that’s why I like you.”  Ruby kneels on the grass at Regina’s side, rolling up her sleeves.  “If you have an extra shovel, I can take over some of the weeding.”

                “Check the shed, there should be another set of gloves and a trowel on the shelf.”  Henry’s once.

                Ruby bounds off to retrieve said tools before resuming her place on the ground.  “Tell me where to start.”

                Regina wipes perspiration from her face on the back of a gloved hand.  “Ragweed on the margins, chickweed mixed in with the azaleas, and crabgrass just about everywhere else; pick your poison.  I’ll handle the sowthistle choking the hydrangeas and the ground ivy.  Take care to pull the roots, otherwise we’ll be doing this again in a month.”

                “You really know your weeds.” Ruby tugs on her borrowed gloves and sets to work uprooting the hayfever-inducing ne’er-do-wells of Regina’s flowerbed.

                “I know what my flowerbed looks like when it’s been overrun and it’s an expensive eyesore, so yes, I’ve gotten to know my way around a garden center.”

                “You’ll get no argument from me.  Granny’s had me weeding the yard since…god, for twenty-eight years.”  She glowers at Regina.  “I have twenty-eight years of weeding memories.  Do you know what that’s like?”

                “I can guess.  How tedious.”

                “Doesn’t even begin to cover it.”  

                Ruby grunts and attacks her assigned task with lupine vigor, her tongue curled intently in cheek.

 There’s a moment when Regina is unsure how to proceed.  She’s become accustomed to doing this alone, to _being_ alone.  It’s strange now that someone is choosing to stay beside her when she’s arguably worse than ever.  In truth, Ruby’s the first person Regina hasn’t had to pay to help her since Henry gave up botany for fairytales, a fact that makes her reticent to banish her new companion for the sake of paranoia.  Quite sure she’s exceeded her quota for bravery, Regina opts for the better part of valor and holds her peace.

                “There was an anonymous donation to the group home.”

                “Was there? How timely.”

                “Everyone thinks it was a Good Samaritan from out of town.  ‘Orphanage burns down,’ news at eleven.  A do-gooder who couldn’t help themselves.”

                Regina is perhaps a little excessive in her protectiveness of her hydrangeas. _The sowthistle has to go._

                “Despite my cynicism, Ms. Lucas, I’m aware that generous people exist.  I don’t need an oral presentation.”

                “I know you don’t.  You wouldn’t have handed thirty thousand dollars to people you hate if you didn’t get it.”

                The accusation is a trivial matter for a woman who’s been accused of everything from killing helpless bunnies to mass genocide.  Guilt is less a matter than capability and what isn’t Regina capable of?  _Good perhaps?_

                “I’m afraid you’ve lost me, Ms. Lucas.”  Her hands dance nimbly between soil and water can and compost heap.

                “Nope.”

                Regina furrows her brow at her azaleas, spritzing a subtle magic in its wilting leaves. 

“What?”

                “It was you.  You, the former mayor, with no friends and no job, who manages to keep up a mini McMansion on zero income.  You’re not stupid, you’d have made sure you had enough money set aside to get by if you couldn’t work.  Nobody in Storybrooke’s ever been poor, but you’re the wealthiest person here and always have been.”  She grows frustrated at Regina’s continued lack of response.  “Storybrooke’s not on any map out there, even with the curse broken.  No one hands 30k to a defunct children’s home in a town that pretty much doesn’t exist.  That means whoever gave up the money must _know_ all about us and have it to spare.”

                Regina decides to surrender gracefully.  She sets down her trowel.  “Admirably deduced, Ms. Lucas.”

                “Ruby.”

                Regina narrows her eyes in question.

                “Call me Ruby, call me by name.  You’ve licked my wounds and threatened deposed kings to protect me, the least I can do is let you call me by my name.”

                “Then, I suppose you can call me Regina.”

                “Don’t sound too excited, I might think we’re becoming friends.”

                “I’m not overly fond of presumptive intimacies.  I often find they precede spectacular betrayals.”

                “Good thing we wolves are loyal to the bone.”

                  Regina feels the kindling of acceptance ignite in her chest.  She nurtures the feeling, cautious and scarred enough not to hope.  “I’ll keep that in mind.”

                The plug away at the disaster of her garden for another hour, chatting sporadically, but for the most part enjoying the freedom of the crescent moon.

                Ruby dusts clumped soil off her knees and sits back to admire their handiwork.  “You’ve got all this space now.  Any idea what you’re gonna do with it?”

                “Some.  I’ve given some thought to planting calla lilies and roses.  It seemed the thing to do.”

                “I’d suggest the red ones.”

                “I prefer lavender.”

                “Halfsies?”  The younger woman shifts her expression into one of abject pleading.  Regina hadn’t thought the lilies made that profound an impression.

 “I’ll consider it.”

                Grinning like a happy wolf, Ruby produces a Tupperware of Granny’s scones from nowhere, leading Regina to wonder if natural shape shifters don’t have a magic all their own.  She tables the question once it becomes clear that Ruby intends to dangle said cinnamon-and-icing-drizzled confections under Regina’s nose unless she agrees.  Odd, she’s never had much of a sweet tooth before Ruby’s intervention.

                “I sense a bribe.”

                “I like to think of it as greasing the wheels of a delicate situation.”

                “Graft.”

                “A friendly gesture.”

                “Extortion.”

                “It’s a flower patch, not an arms race.  Take the scone.”

                Knowing when she’s been beaten, Regina sheds her gloves and takes a scone, which promptly melts in her mouth.  _I would kill for this recipe.  I_ may _kill for this recipe._

                “Please extend my compliments to Granny.  This is delicious.”  Regina does the repugnant thing and licks her fingers. How can she not?

                “I’ll let her know after she finishes tanning my hide for stealing them from the oven.”

                “Ms. Lucas, I’m disappointed in you, resorting to a life of crime to win my favor.  If I didn’t know better, I might mistake you for a knight.”

                “Every queen needs a knight to wear her favor.”

                “I didn’t take you for one to volunteer.”

                “I wouldn’t have before now, but you’re better than I thought you were.  There’s still stuff I can’t forget, but there’s a lot of good stuff I can’t ignore, too.  I guess what I’m saying is…you’re not my enemy anymore,  I don’t want you to be my enemy.  I don’t want you to be Snow’s either, but that’s not my fight.  Can _we_ be friends, or whatever, instead?”

                Regina doesn’t offer her hand as it’s covered in glaze from her second scone and saliva, but she silently agrees.  Ruby Lucas hasn’t been an enemy of hers for some time; she’d like her not to be again.

                “All right.  Friends…or _whatever_.”  She keeps her delivery arch and removed. It wouldn’t do for the wolf to know how Regina’s come to rely on her companionship, not when her motives remain unclear.

                Ruby nabs the last of the scones—Regina isn’t sure how many she’s polished off herself as she’s begun to devour the sugary treats on ravening autopilot—and tears it in half to share.

                “Told ya.  Halfsies.”

                Regina averts her eyes and finishes that, too.  She’s never been much for a sugar high; nevertheless, she can’t see her way to refusing this olive branch.  _Not when it might someday grow into a tree._

                The two of them recline in the dirt and grass shoulder to shoulder and peer up at the pinpricked sky.  The stars are always so clear in Storybrooke, bright and twinkling more than their wooded sanctuary allows them to see.  Regina adores the view from her garden seat.  It reminds her of Henry snug and small watching stars fall from the safety of her arms.  For all that she will never be the hero of this story, true love is not only for lovers, nor only for heroes, and motherhood is a love story all its own.  _I may not love well, but one may never doubt the truth of it._

                She wonders idly who set the fire which gutted the heart of her backwards little hamlet.  She doesn’t have to wonder for long.

“What happens if Cora makes it back to Storybrooke?”

                _Leave it to the werewolf to break the silence with the worst case scenario._ “We devour her like the grandmother in your story.”

                Ruby hums, setting herself firm and unmoving against Regina’s side till she can feel the expanding of her ribcage with each tranquil breath.  “It’s scary when I think about it, but I think I’d let her live if you asked me to.”

The Evil Queen inside her senses a weakness.  The fallen mayor senses a friend.

                “Then, it’s good I don’t intend to ask.” She’s left to think of the woman who bore her and built her into the horror lurking underneath her skin.  That villain shall never breathe the same air as her son.  "If my mother returns, I'll need you."

Ruby grunts.  "What can I do?  I'm just a Halloween monster who babysits.  People barely let me pour their coffee anymore."

"You're more than that cloak of yours.  You’re woman and beast entwined in nesting skins.” The other woman tenses.  “That isn’t a condemnation.  A monster is a horror.  I must admit I don’t find you all that horrifying.”  Regina is every day the monster Ruby becomes once in a full moon.

“You’re not so horrible yourself.”

“There’s no need to cater to my ego.”  Regina relents, canting her head in acceptance before taking up her arguments again.  “As I was saying, I need you.  You’re an alpha, a natural leader, and I believe you’d make a capable lieutenant.  That's what I'll need when the time comes, not a sycophant.  I need someone who can and will stop me should I cross the line." 

“Where’s the line?”

“Time will tell.”

“I won’t hurt Snow for you, or Charming.  Emma either.  I know you wouldn’t have me do anything to Henry, but I won’t bring him back to you, not if he doesn’t want to come.”

“I wasn’t going to ask.  You and I are allied under very specific circumstances.  I’ll take care not to mistake that for allegiance.”

Whilst Regina abhors the idea of letting Snow have a spy in the form of Regina’s closest comrade, she knows her options grow slimmer by the day.  Her masquerade as Storybrooke’s feline guard hasn’t much endeared her to the populace in the face of their fear of her motives.  Ruby and perhaps Chief Swan are the only ones to recognize her self-imposed penance for what it is.  She hasn’t much humanity left to lose, but she’ll willingly give it up for the little boy she loves.

“We’re going to defeat my mother and you’re going to help me.”

 “How? And don’t tell me you don’t know.  You have a plan, you’ve had one from the beginning.  I want in.”

Regina blows a few strands of unruly hair from her eyes.  She worries less about the appearances she keeps up now that company has grown so depressingly rare.  That she grooms rather than sinks into bleak ennui is a concession to her panther and her panther’s chosen wolf.

“You don’t live as long as I have with as many enemies as I’ve made without developing an arsenal of contingency plans.  You and I are going to raise an army."

The other woman goes still.  "Against Cora?"

Regina assents.  "Against my mother and every monster whose heart she holds in her hands."

Ruby is an unsprung trip wire, each muscle taut with the tension of pursuit and her with no rabbit to chase.  Only Regina isn’t sure if the younger woman would charge into the fray or dart the in the opposite direction.   

“Don’t look so frightened, dear.  You may find you enjoy what I have in mind.”

“Your idea of fun is terrifying.”

“It may be, but you’ll never call it boring.”  Not that Regina has ever feared to be a bore.  What she lacks in guile she makes up in conversation.

“I’m probably going to regret it, but I trust you.”

“I’m glad to hear you say that.  There are things I’m going to show you that you wouldn’t believe.”  _I could make you like me, I could make you even better._

“I’m the Big Bad Wolf, try me.”

“Will you blow my house down if I don’t?”

“Worse.  I’ll deprive you of Granny’s prize-winning scones.”

She feigns not to take the threat to heart.  “They’ve never won against my apple turnover.”

“I don’t think you have to worry about that happening again.  I’d say your winning streak is done, Madame Mayor.”

Regina casts her eyes toward the heavens.  _You make one poisoned dessert…_

“No matter.  I was running out places to tastefully display the blue ribbons anyway.  Consider my formal withdrawal from the Founder’s Day Dessert Duel my next act of public good.”

“You’ll be winning their hearts in no time.”

“I’m willing to let that poor attempt at humor pass unremarked.”

Ruby chuckles to the dead stars.  “I’d tell you to lighten up, but you might turn me into a shiatsu.”  For a woman so feared, Ruby seems exactly that harmless in the cold glow of twilight.  _Harmless and young._

“I might.”

“High chance?”

“Astronomical.”

Ruby tosses her streaked hair over her shoulder.  “We’ll work on it.”

 _‘We’._   Regina savors the sound of companionship, conditional as it is by nature and changeable as the forecast.

“Would you care for a glass of cider? It’s fresh.”

                “I’d love one.”

                They gather up their gardening implements and store them in the shed for cleaning in the morning.  Ruby’s Tupperware container disappears by the same fantastical sleight of hand that produced it.  _It may be time to review my research on werewolves.  I have to be missing something._

                The two women regard each other quietly over homemade chocolate truffles and topped off crystal glasses.  Ruby is scrubbed clean up to her ears where there’s a field palm petal caught in her hair.  She raises her glass over the polished countertop.

                “To Good?”

                Regina masters her expression carefully, declining to question whether the other woman is needling her.  “To unexpected…friends and hope for tomorrow.”

                “I like that.”

                “Me, too.”  She likes everything anymore.  Only Henry’s presence could transform like to love.

                They toast and their tumblers clink together like broken curses colliding.  Regina knows the sound.  The moon is dormant, so is the wolf, but Regina’s panther purrs in the face of contentment it so little knows.

_The night is calling…_

Her restive bones creak for want of motion, for room to spare when her spirit is vaster than the space this body can provide.  Revelry awaits and it’s been far too long since Regina last laughed.

She turns to her companion.  “How would you feel about joining me for a run?”

                “It’s not the full moon,” Ruby counters, yet her excitement is as palpable as the feral glint in her eyes. _She isn’t afraid of the animal inside, not with me._   _Because_ we _are both._

                “Now, Ruby, who needs a full moon when you’ve got yourself a witch?”

Regina smiles like a goddess among mortals and throws open the French doors to let the nighttime inside and the panther out.  Freed of name and title and burdens, the panther charges headlong and triumphant into the dark. And the wolf, similarly unencumbered, darts after her.  Because mischief and magic, like most things, are better with two.

 

 

**Author's Note:**

> Warnings: brief discussion of suicidal ideation, animal injury/cruelty
> 
> Author’s Notes: This was supposed to be less weird than it turned out and more plot driven where Cora is concerned, but most of the ensuing plot got dropped when it took me over a year to get this far. There is more, probably another chapter’s worth, but this does the job of getting into Regina’s headspace the way I wanted to, so it can stand alone for now.
> 
> Disclaimer: The title is mangled and stolen from Lord Byron’s poem, “She Walks In Beauty.” I don't own any characters, setting, or quotes recognizable as being from Once Upon a Time. They are the property of their actors, producers, writers, and studios, not me. The poems quoted in this story are also the owners of their respective poets. No copyright infringement was intended and no money was made in the writing or distribution of this story. It was good, clean fun.
> 
> If you guys wanna talk/flail/flop with me on Tumblr, I'm [sententiousandbellicose](http://sententiousandbellicose.tumblr.com).


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